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In Focus

CII Asks SEC to Resolve Persistent Problems with Preliminary Proxy Vote Disclosure

CII reiterated to the SEC its concerns about the lack of impartiality in the disclosure of preliminary proxy voting results. In its May 26 letter to the commission, the Council also offered suggestions on how the SEC staff might achieve this impartiality in the disclosure of vote tallies in the near term until formal staff guidance or a rulemaking can be issued. Read More…


CII Urges Passage of Bill Wiping Out Fee-Shifting Bylaws at Delaware Companies

CII sent a letter May 6 to 21 Delaware State Senators urging them to pass promptly a bill (Senate Bill No. 75) invalidating fee-shifting bylaws at Delaware stock corporations. Fee-shifting bylaws require shareholders who sue a company to pay all of that company’s legal costs unless their lawsuit achieves a total victory. CII believes when companies adopt these provisions they stifle shareowners’ ability to seek redress through legitimate lawsuits and to keep corporations accountable to long-term investors. The bylaws continue to gain steam, with 75 U.S. companies adopting them so far, reports Kessler Topaz Meltzer & Check.

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